The Brave Lil' Barbaloot
by LadyKath
Summary: AU: He was determined to show his boss and his family that he can strike rich and famous, so determined that he ignores the warnings given to him about what happens when you anger the guardian of the forest….. *Norma-ler*
1. Folktale

Hello everyone! I have a nice new story for everyone, hopefully you will all enjoy it as much as my first story.

This is a Norma-ler, I wanted to experiment with the pairing for awhile now and I finally found a cute idea to go with it, it's a K+ rating so nothing graphic in it at all.

o~~~~~o

Disclaimer: This film adaption of this story is copyrighted to Universal Studios and Illumination Entertainment. And of course the amazing original story belongs to the genius himself, Dr. Seuss

* * *

The Brave Lil' Barbaloot

Chapter 1: Folktale

* * *

The Once-ler hated his job so much.

He slouched back as much as he could in the small seat of his moving wagon, his legs were stretched out and his hat tilted to the side away from his portable radio phone that he held up to his ear.

"You're twelve hours past the deadline! What the heck is taking you so long!?"

He had a very deflated yet irritable expression on his face as he listened to his boss on the other end, "The bad weather was slowing us down, there was no way Melvin could travel in it so we took an extra night at the inn last town over."

"If I've told you once I've told you a _thousand times! _Get rid of that stupid mule!"

Now irked, the Once-ler abruptly sat up, "And I told _YOU _a thousand times that Melvin is not stupid! He's better than any standard horse out there O'Hare."

"That's _Mr. _O'Hare to you boy, you better watch that tongue! Get that delivery done pronto or you're fired!"

The Once-ler didn't even bother to properly hang up the phone, instead he just chucked it behind him with the other contents in his wagon. He resumed his slouched position and blew a strand of his hair out of his face, "Ignore him Melvin, he's just an idiot; a short stubby idiot."

Melvin briefly turned at him and snorted in agreement. The Once-ler leaned his head back, his neck rested against the railing of his chair, he hated being caught in a rut and barely making ends meet working for a stupid jerk.

"I guarantee you if I had my own business I would succeed circles around him," the Once-ler spoke, "I just need some kind of breakthrough; something that people would be willing to buy, if he could make his own fortune he would rub it into O'Hare's big fat nose. Over the tall hill he spotted many sets of houses, "I guess that's the town up ahead."

o~~~~~~~~~o

"Mornin'!"

"A lovely morning isn't it?"

"Good morning!"

The Once-ler tentatively waved and attempted to smile in response to all the townsfolk in the town of Terraville, he was thankful that he was almost done dumping off all the goods to the merchants . When the last merchant signed off the paperwork, he jumped when a person greeted him loudly from behind,

"Ah you must be Mr. Once-ler, it's good to see you came in safely." The mayor said.

"W-what?"

The mayor kept his smile pasted on his face, "Well the windy rainstorms of course, we get them pretty strong around these parts and last night was no exception."

The Once-ler stared at him uneasily, "Wait, so….you're not mad that I'm late?"

The mayor laughed, "Nothing can be helped if the weather slows us down, we're just thankful you came in safe and sound."

He wasn't sure whether to be grateful or uncomfortable, any person would normally yell at him for being late regardless, this town was way too cheery for him. "Whatever." He rubbed the back of his head, "So, I'm just going to come right up and ask, what in the world are these things?" He pointed up at a nearby tree, "I've never seen anything like these before."

"Ah, I see you've taken notice on the Truffula trees that grow around here."

"The Tru…what now?"

The mayor laughed, "Truffula trees! They're quite beautiful, especially this time of year when their tufts are at their fullest."

"Wait,wait, wait," the Once-ler waved his palms up in the air, as if trying to keep control of his sanity, "I'm sorry but there is no way these are trees, I've traveled to many places and never seen trees such as these."

The mayor gazed up at the soft orange tuft flowing in the wind, "Yes they are quite unique; sort of a….magical aspect to them."

'_Magical?' _"So are they rare or something?"

The mayor laughed, "Oh no no no! These are just a few strays that the people here have planted, there's a _whole valley _of them not too far down the road." The mayor turned when a woman from the doorway of his manor, most likely his wife yell and wave at him to get his attention, "Well it seems I am needed by my wife, please enjoy your time here in Terraville."

The Once-ler hardly acknowledged him as he walked away, he was too focused on the orange Truffula tree that loomed above him; the tufts were so soft that they seem to ripple in the fresh morning breeze and there was this sweet fragrance in the air around it. He carefully looked around to make sure no one was looking before he ventured out to the outer part of town where a couple more Truffula trees were rooted. He was just tall enough to reach the top of a juvenile tree and caressed the red tuft, he couldn't believe it; the stuff had to be softer than silk itself! He wrapped his fingers around a hand full of tuft and with a swift strong tug, he ripped the piece off the tree.

"Hey! What do you think you're doing?!"

The Once-ler jumped and turned around to see a girl with her hands on her hips, tapping her foot while she glared at him. Instinctively he hid the handful of tuft behind him but it was already too late,

"Don't think I didn't see you do that!"

The Once-ler let out a nervous laugh, bringing the handful of tuft in front of him, "Oh come on, it's just a little bit of tuft, no harm done." He frowned, "Why? Are these trees protected or something?"

The girl walked up to him with crossed arms, "Of course they are, the Lorax doesn't take too kindly to those who hurt his trees."

"The who?"

"You know the Lorax; the mystical guardian of the forest, the speaker of the trees."

The Once-ler stared at the girl with the curled chestnut brown hair before he burst out into laughter. He laughed for a good minute before he opened his eyes and observed the hardened glare from the girl, "Oh…..you're serious."

The girl scoffed, "You're obviously not from around here, aside from the fact you don't know about the Lorax you're also a complete jerk."

The Once-ler smirked, for some reason he was always amused of women with an attitude, "Look, don't you have somebody else to bother? Who are you anyway?"

"If you must know, my name is Norma, you had a conversation with my father earlier."

The Once-ler was taken aback for a moment, "You're the mayor's daughter?"

Norma smirked and snatched the hand full of tuft from his hands, "That's right, my family has been running this town for generations, I remember my father always telling me stories of how my ancestor met the Lorax in person when he founded this town; of how he let us establish here on the condition that we don't harm any of his trees or his valley." She smiled meekly, "I would love to meet him someday."

The Once-ler laughed again, "Listen, that's a cute little fairy tale and all and I hate to burst the bubble that is your childhood innocence, but that's all it is…just a fairy tale."

Norma scowled, "Shows how much you know, anybody who's wandered into the valley looking for trouble has never been seen again."

The tall man placed his hands on his hips and glared down at the shorter girl, "Listen sweetheart if you're trying to scare me then you're going to have to do better than that, I've heard a lot worse." He straightened up, "In fact I plan to head out in the valley to check it out."

"Oh please by all means, have a ball! I hope you get lost in there or the Lorax gets you!"

The Once-ler chuckled as he walked past her, purposely bumping into her shoulder, "Oh don't worry I'll make sure I put on my anti-mystical creature underwear before I leave."

Norma growled at his retreating figure, _extremely _tempted to pick up a rock and chuck it at his head, _'What a jerk!'_

o~~~~~~~~~~o

"The Lorax…what a joke."

The Once-ler muttered with an amused smile as he and his mule Melvin trotted down the small dirt path which was very poorly done, they really should've done a proper paving on it or maybe the stupid townsfolk were too scared that the Lorax was going to use his powers or something.

When his wagon reached the top of a hill, he had to admit even he was flabbergasted at the sight before him and what a sight indeed! There was nothing but tall hills for miles and every single hill was practically painted with several colors of the Truffula trees, my word there were a lot! There had to be millions of them if not more.

And none of these precious trees were protected by law or anything, only by a stupid myth. This was way too easy.

The Once-ler, who at first seemed awe stricken by the natural beauty of the valley, his expression suddenly darkened and a mischievous grin tugged at his lips,

"Our path to fortune begins here Melvin."

* * *

To Be Continued…


	2. Warning

Alright just as a head's up, the Thneed is *NOT* in this story, I've tried all I can to tie it in but sadly it just couldn't click. So I apologize to anyone who might not be happy about that.

The Lorax makes his appearance! Enjoy!

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The Brave Lil' Barbaloot

Chapter 2: Warning

* * *

The Once-ler pounded down the last stake into the ground, his tent was now officially set up. He made sure him and Melvin were far away enough from the town where he wouldn't be noticed; despite these trees being 'free reign' he was pretty sure the townsfolk wouldn't be too happy for what he was planning to do.

He strutted over to the back of his wagon and pulled out a solid hatchet, he tested the sharpness with his thumb and gave it a practice swing. He smirked, "Yeah, you're going to chop nicely." He smiled over at Melvin who found a nice shady spot to graze, "This is our own personal gold mine Melvin, just think once we take off on this you'll never have to carry around heavy cargo ever again."

Melvin paid him little to no mind as he was more focused on the sweet green grass that carpeted the valley. The Once-ler heaved the handle of the axe on his shoulder and trotted over to the nearest tree, he gazed up at it and noticed there were a couple pieces of fruit hanging from a delicate vine. Intrigued, he heaveef the sharp end of the axe into the ground beside him with the handle sticking up, and began to shake the trunk of the tree with his hands. When the fruit fell down onto the ground with a thump he picked them up and observed them,

"These trees grow fruit?"

The fruit had a deep fuchsia color and were pear shaped but were they also poisonous, he couldn't say. Accepting the risk, he squeezed it to test their ripeness before he opened his mouth and took a bite to it; it was an explosion of flavor, very crispy yet really sweet.

"I could sell these!" he shouted excitedly, "These trees just keep getting better and better!"

He paused when he felt something tug at his pants, he looked down and saw what looked to be a baby bear looking up at him with big pleading eyes, he noticed a couple other bears tentatively walked up to him, all of them with the same eyes. It didn't take long for the Once-ler to put two and two together, he dangled the fruit high above them,

"Do you guys want one?"

The little bears nodded eagerly, all of them now standing on their hind legs and their little bushy tails wagging . He teased them a little bit more before he clutched onto the fruit tightly and took a big bite into it, "Well too bad, finders keepers."

Their round little ears folded down with defeat but he didn't care. The Once-ler shook the little cub away from his leg and walked passed them,

"Alright get out of my way, I've got work to do."

He ate the rest of the fruit and carelessly tossed the cores over his shoulder, landing a couple feet away from the bears who looked at them sadly.

The Once-ler pulled the axe out of the ground, "Alright, where was I?" He paused however, when he heard something from the very top of the tree. He took a step back and noticed there was a swan of some kind roosting in a nest, singing to the clear blue skies. He scowled and shouted up at the bird, "Hey! Go nest somewhere else! This is my tree!"

The swan merely craned its head and gazed blankly at him before it resumed its singing. The Once-ler growled, dropped his axe to the ground again and shook the tree violently, "Out of the tree! Out!"

The swan squawked in fright and it eventually flew away, just then a little baby swan peeked out of the nest, clearly being woken up by the commotion. The Once-ler slapped his face with the palm of his hand and groaned, "Great." He then decided to try a new strategy, he reached up as high as he could and tried with all his might to pull the trunk, the tree slowly began to bend downward. Once the tuft was in reach, he grabbed as much tuft as his hand could let him and he continued to pull the tree down using the tuft, he promptly scooped up the nest and set it down on the ground. He mentally counted to three and let go of the tuft, he took cover when the tree violently straightened back up, desperate to be relieved of the strain. He dusted his hands together and smiled,

"Look at that, easy."

Suddenly he felt something painfully pinch him on the arm, he cried out when the mother swan that had left a moment ago had returned and clearly not happy from having it's nest and young threatened. He stumbled backwards as he tried in vain to swat away the adult swamee swan, he then lost his balance and fell backwards though instead of the hard ground that he initially anticipated he was introduced by ice cold water. He quickly swam back up to catch his breath and he felt something in his shirt and on the top of his head; a fish squirmed out of his shirt and back into the water while the other that was resting on his head tried to flop back into the water, giving him a little slap on the face with its tail fin before doing so.

The Once-ler ran a hand over his face and spat out a bit of before he stepped out of the water. He took one good look at the animals that have slowly crowded around him the entire time and shouted angrily, "Alright that's it! All of you get lost or else I'm going to get my mallet and pound all of your little heads into the ground!"

The animals took a step back in fright but they didn't heed his warning, the Once-ler growled and approached them with stomped footfalls, with that all of them retreated into the bushes and behind the trees, even though they didn't officially leave at least they were out of his way. He let out a sigh to calm his temper and picked up his axe again,

"Stupid animals."

He walked over to the tree and heaved it back then the sharp end of it right into the bark, the animals jumped from the horrible sound and watched in horror as the scary human continued to pound his axe into the same spot over and over before the tree slowly leaned and fell hard onto the ground.

The Once-ler gazed at the stump in satisfaction, he then walked over to the fallen tree, picked it up and dragged it over near the entrance of his tent. He caressed his hand over the trunk and nodded,

"Yeah I can sell this for firewood also, this kind of wood would burn nicely."

But first things first, he wanted to gather up all the silky sweet tufts and get them all bundled up in a bag. He didn't even notice the dark clouds that began to gather up in the skies, it was when it suddenly became windy that he took notice. He looked up at the sky that was now crackling with lightning and rumbling with thunder, he took a step back in panic,

"Wh….what the heck is with this weather?"

He backed away until his back was against his tent, trying to take cover from lightning strikes that were shooting all over the place, the dark clouds eventually began to circulate above the fresh stump and through a hole in the center of the storm a beam of light shot down, hitting the stump dead on. The Once-ler quickly crouched down and shielded himself with his arms, the force from the beam of light was incredibly strong it almost knocked him right off his feet. Then in an instant everything stopped, the Once-ler peeked through his arms and saw that the skies were clear blue again and the wind had gone away. He looked over at the stump and noticed there was a creature standing on it now; he was short and had an orange, somewhat mossy fur. He stood with a puffed up chest as if he tried to act like someone important , his arms which were very long for his short frame were crossed and he glared at him with his bushy eyebrows and an _incredibly _huge bristled up mustache,

"Hey you! Mind tellin' me why you chopped down my tree?" it asked gruffly.

The Once-ler remained frozen on the spot, still trying to comprehend what had happened, "Uh…..I uh….."

The orange creature huffed and hopped off the stump, "I'm the Lorax, I speak for the trees and on behalf of the trees, _get out!_"

The Once-ler got back to his feet and stared down at him, "You?" He let out a short laugh, "_This _is the mystical guardian I've been hearing about? I've seen scarier stuffed animals at toy stores." He walked over to the Lorax, leaned down and tapped him lightly on the nose, "Aren't you just the cutest thing ever?"

The Lorax had to lean back in order to look up at the human's face, "How dare you!"

The Once-ler chuckled and tried to shoo the Lorax away, "Look mustache, why don't you be good little furry….whatever you are and go play with the other animals, I've got big important human things to do."

Though the Lorax grunted and resisted against the tall man's pushing, he noticed the animals were all hiding in fright behind trees and bushes, he glared back at him, "Did you scare these poor innocent creatures?"

"Well, if they just stayed out of my way I wouldn't have to scare them off."

The Lorax glared, "You have to be the most selfish human I've ever met, this is their home and you just chopped down on of their trees in which they need to live. You need to leave, now!"

The Once-ler laughed again with a soft glare, "News flash mustache, I'm not goin' anywhere!" He tapped him on the nose, "I finally found a chance to get rich and I'm not passing it up just because I hurt the animal's feelings, so they better get used to me!"

The Lorax squared his shoulders and kept his glare on the Once-ler as the animals tentatively gathered up behind him, "I'm giving you _one warning_ kid, if you don't leave by the time the sun sets on this valley, all of the forces of nature will ascend upon you and curse you until the end of your days."

The Once-ler rolled his eyes, "Oh please, the forces of nature? What are you going to do? Blow that scary wind at me again? Let me tell you something, it's all about survival of the fittest and from what I can see, I'm the biggest and strongest in this valley. I'm going to chop down as many trees as I want and there's nothing you or any animal out here can do about it!"

To emphasize his point, the Once-ler lifted his axe up high and heaved it down, chopping off a piece of the trunk right in front of the Lorax. The Lorax merely shook his head at him and calmly urged the animals away, he gave a backward glance, "You have until sunset Beanpole," with that, he disappeared into the valley along with the animals.

Throughout the rest of the day, the Lorax kept himself hidden and watched as the human chopped down a few more of his trees; he plucked every piece of tuft, chopped up the trunk into firewood and selfishly gathered up the fruit that grew on them. When evening hit, the Once-ler was finally done for the day and once all the stuff was packed away, he retired into his tent. It was then that the Lorax emerged from the bushes and crossed his arms at the tent that was glowing with an indoor light; the human didn't heed his warning so now it was time to show him just what happens to those who upset the guardian of the forest.

"Looks like it's time for me to even out the playing field."

* * *

To Be Continued…


	3. Forces of Nature

The cute mini movie 'Forces of nature' from the DVD inspired this scene!

Also want to mention that the Once-ler may seem a bit OoC but in this AU he is considered selfish, rude and bitter, and that includes towards his family.

* * *

The Brave Lil' Barbaloot

Chapter 3: Forces of Nature

* * *

The Once-ler had a towel wrapped around his waist as he walked back towards his tent after taking a quick bath in the river. He toweled dried his hair, put on his blue pajamas and settled a pot of tea over his wood burning stove. He looked out his window and admired the burlap sacks of Truffula tufts and piles of chopped up wood, all waiting to be sold. He gazed out at the valley which seemed very calming and beautiful at night; the stars seemed fuller and brighter out here and the air was crisp and gentle. Normally any person would be awe stricken at its natural beauty; the Once-ler however, wasn't thinking about that at all, he simply unbuckled the leather straps that kept his tarp up and it rolled down, completely blocking the scenery.

"The forces of nature…" he snorted, "Yeah right."

He grabbed a piece of Truffula fruit from one of the bushels that he kept inside to keep the animals from getting into it and took a big bite, he sat down at his wooden desk and promptly rested his pointed boots up on top of it. He was too excited and self satisfied that he didn't think he'd be able to sleep tonight, he couldn't wait to rub his family's nose into his pending success, especially his mother who laughed at him, talked down to him and encouraged the rest of his family to do the same.

And he didn't plan to share a penny of it.

He felt like celebrating, after discarding the eaten fruit he reached over from the side and what emerged was a giant bag of marshmallows; one of his guilty pleasures. He ripped the top open and let a bunch roll out onto his desk; he picked one up and popped it in his mouth. He leaned back in his chair and enjoyed the sweet sugary taste in his mouth.

"You know, I think I'll give my boss a call and give him _my_ version of a two weeks notice." He chuckled and reached over to his radio phone.

The animals that were nothing but little dark silhouettes at night tip toed throughout the valley and kept themselves as hidden as often as they could. After all of them piled up into one bush, one silhouette that turned out to be the Lorax popped out from the top and gazed at the tent that was glowing with an artificial light. He used his hands and cupped them over his eyes to imitate binoculars, he gazed over at the window but he quickly saw that it had been covered. The Lorax scowled, he looked down at the others that were hiding and motioned them to follow him, with that they all emerged, the Lorax leading the group as they quietly approached the tent. He gently shushed them before he jumped and grabbed onto the wooden window ledge, he pulled himself up and lifted the tarp just enough for the Lorax to see the Once-ler but not enough for him to be noticed.

"You heard me," the Once-ler spoke loudly and full of confidence, "I'm done working for that stupid excuse you call a company." He reached down and popped a marshmallow in his mouth.

"_You scrawny punk!" _O'Hare exclaimed through the receiver, _"Nobody talks to me like that!"_

While he still munched on his marshmallow, he let out a harsh laugh, "Well I just did, so I guess you'll have to live with it."

The Lorax shook his head disappointingly, "That beanpole's rotten behavior knows no bounds does it?" he muttered to himself. He observed at the small white fluffy things that were on the table and how the human took a liking to eating them.

He got an idea on how to execute his plan.

The Lorax took careful aim and with his finger he shot a tiny white spark of magic at the marshmallow closest to the human, causing it to glow once it hit. He watched anxiously as the human reached for said marshmallow,

"_And what are you going do for money huh?! You have nowhere to go!"_

The Once-ler stopped his hand inches from the faintly glowing marshmallow, the Lorax held his breath.

"Oh you don't have to worry about me, let's just say I found a good start to my own company. Have a nice life shortie!" He hung up on his former boss and let out a triumphant laugh, he finally reached down and picked up the marshmallow, he tossed it into the air and caught it with his mouth, munching away at the sugar and the tiny bit of magic along with it.

The Lorax dusted his hands with a grin, he promptly hopped off the ledge and chuckled, "Phase one is done, now we wait until midnight…."

o~~~~~~~~~~~o

10:45 pm.

"Why am I so tired all of a sudden?"

The Once-ler wasn't sure what had happened, he was all excited an energetic an hour ago, he even made a pot of tea and decided to do a little knitting; a highly secretive hobby of his but now he was extremely groggy and tired, he drank most of his tea but the caffeine hadn't helped at all. He let his knitting needles fall to his lap in defeat and rubbed his stomach as it made many interesting noises,

"I guess I overdid it on the marshmallows."

He put his knitting project off to the side and pushed himself up on his feet though that proved very difficult, he was so tired he could barely keep his eyes open. He managed to get to his bed and collapsed onto his mattress; he barely had enough energy left to lift his arm and turn off the light above his bed. Before he even realized it, his eyes shut and he fell into a deep slumber.

o~~~~~~~~~~~o

11:55 pm.

The Once-ler tossed and turned in his bed, his forehead was beaded in a cold sweat and occasionally he would crouch and wrap his arms around his stomach as it continued to make noises.

Storm clouds began to gather and circle around the tent from high above. All of the animals that have camped out outside the Once-ler's tent had fallen asleep long ago, including the Lorax who had his long arms rested on his stomach as he leaned against a tree. He stirred awake when he heard a rumble of thunder above him, he looked up at the newly formed clouds.

"Looks like it's starting."

A loud rumble of thunder jerked the Once-ler awake, his bangs were sticking to his forehead from the sweat and he had a glazed look in his eye.

"Wh-what's going on?"

He looked around his tent as it began to shift with the increased gusts of wind outside. A bright flash of lightning caused him to nearly jump out of his bed in fright, he rolled off the side and pushed himself onto his feet, he went over to the window and lifted the tarp. Indeed there were storm clouds outside but something seemed off; not too far in the distance he could see that the rest of the valley was as calm as he had seen it before he fell asleep, from what he could see the storm clouds were only gathered above his tent and _only_ his tent.

There was only one explanation; this was that Lorax's doing.

"Knock it off Mustache!" He shouted out towards the field, a hint of worry in his voice, "This isn't funny!" He had to admit, this whole thing did spook him out; perhaps that little furry meatloaf was serious about his warning…

He sharply turned around when he heard his clock go off. 12:00am.

The Once-ler doubled over, the strange noise in his stomach went away and instead was replaced with pain. He shuffled over to his bed and gripped onto the metal railing to help straighten up, he was oblivious to the glow that settled in his stomach briefly before it burst like a bubble and spread throughout his body before it faded.

He began to feel strange.

The first thing he noticed was that his skin started to feel itchy, _really _itchy. He could hardly contain himself as he reached underneath the clothes of his pajamas and scratched vigorously at his arms, his chest and his back. A strange yet warm feeling suddenly coated his ears, he instinctively reached up to feel them and when he did he didn't like it at all. They felt fuzzy. Ears weren't supposed to feel fuzzy. He hesitantly turned his gaze over to the small mirror at the corner of his desk from where he was, he could get a good view of his face, he cried out at the site.

The ears he was so used to seeing everyday in the mirror were not the same, instead they were replaced with large round ears that reached from the top of his head to end of his jaw line, and they were coated in a soft black fur. With shaky hands he reached up to feel them, he even gave them a hard tug; the sharp pain confirmed him that they were indeed real.

His nose suddenly began to pick up new smells around him; the old cup of tea over by his desk, the ashes from his wood burning stove along with several other things in his house. He never smelled any of this stuff before but now was it not only noticeable, it was almost overpowering. While he was distracted by this new heightened scent, that same strange feeling came back except this time it was on his nose, he turned his attention back to the mirror and saw that his usual round nose has change to a wider, flatter and wetter nose. He tapped it a couple times before he officially snapped,

"What's going on?!"

Another strange feeling came from his tailbone, he looked over his shoulder and gazed down at the bump from his pajamas; he stretched his pants and boxers slightly and discovered a black bushy tail had emerged. He found himself stumbling backward until he fell back on his bed; the itching had returned, only this time he noticed there was a faint trace of black fur creeping up from his skin of his hands.

The shadow of the Once-ler was seen on the wall behind him, it showed him crying out before it seemed like he was melting away. Once his shadow was out of sight, everything became quiet; the clouds outside ceased their swirling and slowly evaporated away, the skies once again became clear and calm.

o~~~~~~~~~~~~o

Once everything had calmed down for sure, the Lorax emerged from his little hiding spot along with several of the animals. With their help he reached to the door knob and opened it, they all trotted inside and they waited on the Lorax as he climbed up onto the bed.

Though it was dark inside the tent, there was enough moonlight creeping through the tarp that the Lorax was able to see enough; all that was on the bed was the interesting blue nightwear that the human wore but he was nowhere in sight, instead there was a little black furred barbaloot sleeping peacefully and soundly, his head was barely poking out of the top shirt.

The Lorax quietly chuckled, "Never mess with nature kid."

* * *

To Be Continued….


	4. Framed

I know I've been neglecting this story, I've been distracted with school and my other story but I'm glad I got it done tonight, think of it as a Halloween gift. Also, this story hasn't been beta read so if some parts seem off I apologize.

Enjoy! Happy Halloween everyone! :D

* * *

The Brave Lil' Barbaloot

Chapter 4: Framed

* * *

O'Hare tapped his fingers impatiently on his desk, waiting on what he hopes for his employee's sake will be good news.

His eyebrows twitched when his double doors opened and the person he waited for tumbled inside. There was a moment's pause and O'Hare can sense how tense and nervous his employee was; usually a sign that he had nothing useful to tell him. However, as the head of a huge chain of businesses he had to show professionalism and fairness….to some extent, so he was going to let him say what he had to say.

"Well?" O'Hare gestured, "Are you going to say something or what?"

The employee rubbed his arm and stuttered, "W-well sir, it's very difficult to track Mr. Once-ler down when he uses that radio phone of his."

O'Hare twitched in anger, "Was that sarcasm?!"

The employee quickly waved his palms, "No! No! Of course not Mr. O'Hare. What I meant was we tried to track him to that Terraville town he was making his recent delivery to but he didn't seem to use any of the phone lines there so…we just came up with that conclusion."

O'Hare slumped back in his chair in a scowl. His employee continued, "Sir, do you think he might have gone to his next stop?"

"No," he replied calmly, "The way he spoke to me last night…..whatever he found in Terraville, he wasn't going to pass it up. I know for a fact he's still there." He leaned forward against his desk, his stubby fingers folded together, "I'm going to have to go there in person. What's my schedule looking?'

The employee cringed and pulled out his boss' planner, "You're pretty booked up for the next two months sir."

O'Hare silently demanded the planner and scanned through it. He grunted, "You're right, can't afford to miss any of these…wait, what's this all day conference thing on Friday?"

"I believe it's for a major charity organization…."

O'Hare snapped the book shut and tossed it at him, "Cancel it."

The employee gasped in shock as the book collided with his chest, "B-but sir, missing a charity organization this well known, that could affect your…."

O'Hare waved him off, "I'll just write them a donation check; you give these people money and they'll perform tricks for you," he chuckled, "Besides, if they try to smear my image then they'll quickly regret it….."

The employee did nothing other than swallow the lump in his throat. He quietly opened the book, took out a pen from his shirt pocket and scribbled in it, "Alright sir, I'll get it cancelled."

O'Hare smiled brightly, "Great! That means I have Friday all freed up! Looks like I'll be paying a nice visit to that backwater town they call Terraville." His expression darkened, "Nobody talks to Aloysius O'Hare and gets away with it. If that scrawny punk wants to play the business game well then….I say game on."

o~~~~~~~~~~~~o

"Man, what a weird dream…."

The Once-ler slowly stirred, he yawned loudly and shifted a bit before he turned over on his other side. He blinked with sleep filled eyes; it took him a moment to realize what he was looking at.

It was the Lorax; he slept perpendicular to him on his pillow and snored louder than any animal or human he's ever heard.

He shot straight up, his glared eyes straight at the guardian, "Hey! What are you doing in my bed?!"

The Lorax flailed his limbs around slightly as he was jerked awake by the sudden loud noise. He looked around in alarm but when he looked at the Once-ler, he relaxed with a smirk, "Well well, look who's awake."

"Why are you…" As he stuttered he slowly gazed around his tent, he noticed that there were many animals; fish, bird and bear all sleeping in just about every nook and cranny they could find in his home. He snarled, "What are they doing in here?!" he turned back to the Lorax, "And what are _you _doing in here?!"

The Lorax chuckled, "Well it was cold out last night and they saw how warm and cozy your tent was and decided to sleep in here."

"Oh how adorable." The Once-ler sneered sarcastically, "Now get out!"

The Lorax merely sniffed and scratched the side of his stomach, he gazed upward for a moment to contemplate his words before he shook his head, "Nah, I think we're quite comfortable in here."

The Once-ler felt his anger boil and pointed at him, "Now look here you furry little…..!" The threatening words dissolved as he noticed something very off about his threatening posture. Instead of seeing his pointing finger, the only thing he saw was the limp sleeve of his shirt folded over his hand.

"W-what the….."

He gazed at his other loose sleeve before he looked down at the rest of his shirt; it looked as if half of his body was missing, and where the heck where his pants?! He lifted his arm to pull back the sleeve as much as he could, when his hand was finally free his eyes widened on what he saw. It wasn't the usual long fingers he used to have, no these were short and stubby; almost paw-like, and they were all coated in a black fur.

No. They weren't paw-like…they were actually _paws!_

Now in a panicked breath, he freed his other hand and pulled at the neck hole of his shirt which was large enough to hang over one of his shoulders; his entire body had shrunk…and furry! He found himself slowly falling off the edge of the bed that he'd been dangerously close to, he cried out when he curled up in a ball and rolled off the edge of his blanket, almost crashing into a group of curious valley animals had they not got out of the way in time.

The Lorax peered over the edge and he, along with the animals had begun to laugh when the Once-ler had his head tangled in his shirt and was on all four legs as he whipped his head around violently, occasionally knocking into furniture.

Though he preferred to watch the human make a fool out of himself more, the Lorax decided that enough was enough; he didn't want him to get hurt. He hopped off the bed and gestured the animals to help; a group of them waited for a window of opportunity, quickly caught the loose end of the shirt and stopped the Once-ler in his tracks though that didn't stop his frantic flailing. The Lorax walked up to him and propped him up on his two back feet by the shoulders,

"Hey kid! Take it easy!"

Once the Once-ler had calmed down, the Lorax carefully untangled the shirt and with a rough yank, he freed his head.

The Once-ler shook the dizziness out of his vision and flattened his head fur that gotten a static charge from the shirt. Recollections from last night came back to him like a bag of bricks as he stood up on his feet and glared darkly at the Lorax,

"What…did…you…_do _to me?!"

The Lorax crossed his arms, "I showed what happens to those who don't listen to my warning. Oh and your welcome by the way." He lifted his shirt up to show what he meant.

The Once-ler barked out a laugh, "I'm not going to _thank you!_ You're the reason I'm like this in the first place!"

The Lorax sighed and tossed the shirt aside, "Completely inconsiderate, though I can't say I'm surprised."

"CHANGE ME BACK!"

The orange furred creature shot a firm look, "No. I gave you a warning kid but you decided to keep on hacking and slashing at my trees; you probably would chop down my entire valley if you could. I had to stop you."

"So you changed me into a bear?!"

"I'm not sure what a 'bear' is, but no I changed you into a barbaloot." He paced around, "And I figured, if you wanted to live in the valley so badly then you'll live among the rest of the animals."

The furs on the back of the black barbaloot's neck stood up. He advanced towards the Lorax, "You better change me back or I'll….."

The sudden shift and change in behavior of the animals caused him to freeze in his tracks. His ears folded down as he nervously looked around him; the animals now seem much bigger and more intimidating than before and they did _not _look happy.

"Or you'll what?" The Lorax wasn't at all phased by the Once-ler's attempted threat, "Not much you can do anymore Beanpole and as you can see, these fellas here aren't too thrilled that you're threatening their guardian."

As the animals closed in on him, he squeaked, "L-look guys, can't we talk about this…."

o~~~~~~~~~~~o

The next thing he knew, he was being lifted above the heads of a group of animals. Three barbaloots stacked up on top of one another and opened the door, then with one heave he was thrown into the outdoors.

The Once-ler scrambled to his feet, "Wh-What are you doing?!"

The Lorax stood at the doorway, "Well, we like your tent so much that we're going to take it."

"What?! But it's my tent!"

"That's sitting in _my _valley, so technically that makes it mine."

"That doesn't even make sense!" The Once-ler stormed his way back towards his home but he only got a slammed door to the face.

"LET ME IN!" He tried banging on the door but his paws weren't strong enough to make a powerful noise. He tried jumping up to reach the door knob but he was just a couple inches shy.

The benefit to having heightened hearing was being able to hear what was going on inside the tent; he could hear the sounds of his burlap sacks opening and the Truffula fruit rolling out onto the wooden floors followed by several cheers.

The Once-ler got so frustrated he pulled his ears down hard, "Oh no! The fruit!"

He rushed over to his window and tried to reach the wooden ledge, but it was no use. He was about to accept defeat when he heard a soft snort from behind. When he turned, he saw Melvin lazily trotted through the fields doing his early morning graze.

The Once-ler's ears perked up, "Melvin!"

Melvin lifted his head at the sound of his human friend but when he saw no sign of him, he shrugged and went back to grazing.

"Melvin! Over here!"

Melvin lifted his head again and looked around more carefully, knowing for a fact that he heard him. He then turned his head down at the black barbaloot who was waving at him. Melvin could only tilt his head at the bizarre creature.

"Melvin, it's me."

Melvin twitched in surprise that his friend's voice was coming out of the animal's mouth. He lifted his front hooves and stomped them hard on the ground in an attempt to scare it away. Though the barbaloot backed away, he didn't _run _away.

"Hey! Melvin knock it off!" He carefully tried to approach the mule again, "Come on, don't you recognize my voice? It's me, Once-ler."

Melvin paused for a moment then slowly approached him and looked hard into this eyes; those familiar blue eyes. The Once-ler had always been able to read Melvin's expressions and once Melvin gave him a look he sighed and gave him an answer,

"It's a long story, I'll explain later. Listen, can you give me a hand?" He pointed up at the window.

Melvin understood and lowered his head to allow the Once-ler to get on top. He jumped onto the ledge once he was close enough and pulled the tarp aside(it seemed a lot heavier now).

He was met with half a dozen scary twisted faces, he cried out in shock and fell backwards off the wooden ledge; thankfully Melvin was there to catch him with his back. When Melvin saw the faces, he too freaked out and turned to gallop away, the Once-ler tried desperately not to fall off while telling Melvin to stop.

The half a dozen faces turned out to be the Lorax and some animals, after the two uninvited visitors of the valley disappeared over the hill they all shared a bellowing laugh.

o~~~~~~~~~~~~o

Melvin followed as he watched the Once-ler walked in slouched steps in front of him. The Once-ler gazed down at the blades of grass,

"What am I going to do Melvin? I've become a two foot tall fur ball and a bunch of other fur balls invaded my house."

He heard the sound of a small river beside him, he took a moment to stop and gaze down into his reflection; taking a look at his new self for the first time. Indeed he looked like all the other fully grown barbaloots in the valley with the exception of his unique colored fur, the Once-ler did notice that he still had traces of his hairstyle settling on top of his head. He felt a grummy feeling in his tummy and gently put his paws over it; he never had any breakfast this morning since he was practically kicked out right after he woke up.

He looked up at a nearby Truffula tree which had a nice bundle of fully ripened fruit. He wasn't sure why but looking at those pieces of fruit made his senses go crazy; he found himself sniffing up at them with his nose, his bushy tail was wagging and he felt drool pooling up at the corner of his mouth.

The grummy feeling got worse.

He studied the trunk of the tree and tried to figure out a good way to get up there, he saw the stupid barbaloots do it all the time yesterday. He first tried going up the way the others supposedly did; by simply climbing, however, he couldn't get a good grip and found himself sliding back down and hitting his bottom onto the grass.

He tried using his teeth to help him scale up the trunk, he was successful at first but when he released his mouth from the trunk to scale upward, he slipped and fell right back down.

He then tried backing up far away before he burst into a sprint in hopes to simply run up the tree, sadly that only worked halfway through before he gravity kicked in and fell down on his back.

At this point it was getting to be too painful to watch, with that Melvin offered his assistance. He hoisted the Once-ler up with his snout and lifted him up as high as he could, the Once-ler got up on his tip toes and stretched his limbs as much as he could, sadly the tree was just too high.

Melvin lowered him down as the Once-ler sighed, "Thanks anyway Melvin." He tugged on his ears in frustration, "I don't get it! How do those stupid fur heads do it?! It can't be that hard!"

He plopped down on the grass with his bottom; Melvin imitated his action and plopped right beside him.

The Once-ler covered his face and shook his head, "What am I going to do?"

Suddenly, his ears perked at a faint sound of footfalls in the grass. He looked around the mule and noticed a figure walking in his direction; he felt panic rise in his chest and sprinted towards the nearest bush. In between the leaves he could see a young woman approaching Melvin,

"Well hello there you, what are you doing all the way out there?"

The Once-ler peeked between the leaves of the bushes and watched as the young woman scratched him behind the ears, "I wonder what your name is and where your rider could be?"

He felt slightly nerved by that question, the Once-ler puffed his chest out and emerged from the bushes, "First of all, his name is Melvin, and no one rides him under any circumstance."

In that moment of explanation, the Once-ler had completely forgotten about his current physical appearance, he paused when he took notice of the woman's look of utter shock.

He looked down at himself, "Oh….right. Look, I know this seems…"

He started forward but the woman cried out and hid behind Melvin, "S-stay back!" She took a couple steps back, fully prepared to run back towards the way she came.

"No no! Don't run away!"

The lady calmed down when the voice coming from the weird barbaloot sounded familiar, "Wait a minute…..I know that voice; your….your that Once-ler jerk."

The Once-ler snorted, "Yeah and you're the mayor's annoying daughter…..Norma right?"

Norma slowly walked up to him, her gaze completely fixated on him, "What in the world happened to you? Why are you a barbaloot?"

The Once-ler rubbed the back of his head, "Well, it's kind of…hard to explain…there was lots of wind, lots of lightning…"

Norma gasped in realization, "It was the Lorax wasn't it?"

The little bear was about to retort but after everything that's happened, he could only sigh in acceptance, "I…..I guess it was."

Norma shrieked excitedly, "Oh I KNEW he was real! What's he like? What other powers does he have? Is he tall and handsome?"

The Once-ler cringed at the thought of the Lorax ever being considered 'handsome,' "What?! No! He looked like a deranged stuffed animal; a furry meatloaf."

Norma crossed her arms, "Well I see you're still a jerk. So tell me, what did you do?"

"What?"

Norma shrugged, "I warned you that whoever looks for trouble in his valley is never seen again, so you clearly did something to upset him."

The Once-ler laughed nervously, "N-no, you got it all wrong. You see, I was framed."

She raised a brow, "Framed?"

"Y-Yeah." He could see Melvin roll his eyes at him from the corner of his eye, "Melvin and I were simply taking a stroll in the valley…or forest or whatever this place is and we came across this man."

Norma lowered her arms, "There was someone else in the valley?"

"Yes! He was…..he was short; _really_ short, he had short sleek black hair and a fancy business getup on. He had some goons with him and they wanted to chop down a bunch of trees to build some kind of business there."

Norma covered her mouth in a gasp, "That's horrible!"

The Once-ler fought the urge to bit his lip, "It was terrible, they were already had trees chopped when I stepped in and tried to stop them. Then there was all this powerful wind and lightning; that man and his goons made a run for it before the Lorax appeared. When he saw only me next to his chopped trees, he thought it was me and…..well you know the rest….." He gestured to his new body.

Norma still had a disgusted look on her face but it quickly shifted to suspicion, "Wait a minute…."

The Once-ler felt his ears fold to the side of his head.

"This doesn't seem right, the Lorax would never make a mistake like that; he always knows what happens in his valley."

He crossed his short arms and turned his head away, "Hey I'm only telling you what happened, this is your stupid fairytale not mine."

"And _another_ thing!"

The Once-ler cringed and turned to see her stomping up to him,

"I don't see you as the type to defend the guardian's trees, or doing any selfless thing for that matter." She crossed her arms, "So how do I know you're not lying?"

The girl was sure stubborn, he had to come up with another tactic; the guilt tactic. He sighed, "You have to believe me, sure I'm not exactly a goody two shoes kind of guy but I wouldn't do anything rash like this. I want to tell the Lorax that I'm innocent but…I haven't seen him since he changed me. You have to help me…..please?"

Norma watched stiffly as he walked up to her and tugged on her summer yellow dress with the cutest puppy eye look she's ever seen.

Why were barbaloots so cute?

Norma sighed, "Alright alright, I'll help you."

The Once-ler's ears perked up, "Really?"

Norma turned around towards the direction she came from, "We should tell my Dad what happened; if those men are still out there, he'll want to know."

The Once-ler waved his paws at her, "W-wait! There's no need for that right now, I mean if they did anything again then the Lorax would surely step in right?"

"That's true…."

"So maybe we should focus on an idea to help me get back to normal."

Norma fidgeted, "Well I can't at this moment, I have some stuff I need to get done at home today." She saw the hurt look on his face, "Oh relax, I'm all freed up tomorrow."

"What am I supposed to do until then? Can I stay with you maybe?"

Norma barked out a laugh, "Not a chance." She smirked down at him, "It'll just be for one night, just sleep in the bushes or in the trees like the other barbaloots do."

The Once-ler turned away and crossed his arms, "I'm not a barbaloot though; I don't sleep outside."

Norma smiled slyly and lowered down onto her knees, "Oh come on now, I know something that'll cheer you up." She remembered playing with a barbaloot a long time ago and there was one thing that they seemed to like a lot.

She reached over and started to scratch behind his ear.

"What are you…." His sentence died out in a moan as he felt this really good sensation coming from behind his ear. His ears twitched with pleasure and before he knew it he was sitting down with his rear leg kicking impulsively.

Norma giggled at his reaction. The Once-ler quickly got his head straight and waved her hand away, his neck furs sticking up as he snarled, "STOP THAT!"

Norma held her palms up, "Hey hey, take it easy!"

"Don't treat me like all the other dirty animals out here!" He got back up to his feet and began to walk away, "Go do your stupid chores or whatever it is you have to do!"

Norma got back up to her feet and glared, "You know if you want me to help you, you're going to have to be a little nicer to me."

All he did was grumble under his breath as he disappeared over the small hill. With that, Norma slowly turned and walked back towards Terraville, wondering just what exactly she had gotten herself into.

As the Once-ler continued to walk, he heard Melvin's hooves catch up to him. When he looked up, he saw an uneasy look on the mule's face,

"What?"

Melvin snorted in response.

"Okay I fibbed, so what? I had to think of something, there was no way she would've helped me if I told her what really happened."

Melvin gave him an uneasy look again.

The Once-ler waved him off, "It'll be fine, what's the worst that can happen?"

* * *

To Be Continued….


End file.
